A member of Husch Blackwell's Financial Services team and former General Counsel for Commerce Banchshares Inc., Dan focuses on banking and finance, securities and corporate governance, along with mergers and acquisitions. He closely follows banking regulation legislation and has been engaged in an in-depth study of the Dodd-Frank Wall Street Reform and Consumer Protection Act. Dan counsels financial institutions in various provisions of the act and other compliance matters, including the Secure and Fair Enforcement for Mortgage Licensing Act (SAFE); debit card interchange and exclusivity rules; holding company capital issues; the Volcker Rule; Credit Card Accountability Responsibility and Disclosure Act of 2009 (CARD); and overdraft fee legislation.
Before joining the firm, Dan spent more than 34 years at Commerce Bancshares Inc., most recently as Vice President, Secretary and General Counsel. He was responsible for all legal affairs of the $18 billion publicly owned holding company and its banking and nonbanking subsidiaries. During his career he has worked in virtually every area of banking and banking law, as well as regulatory and consumer compliance. In addition to his duties as General Counsel, Dan established and managed the company's Compliance Department and was responsible for regulatory relationships with the Office of the Comptroller of the Currency and the Federal Reserve.
As a founding member and former Chair of the American Bankers Association's General Counsel Group, Dan frequently provides the ABA with his views on banking issues, legislation and regulation. He also has served as presenter and panel member on various Continuing Legal Education programs regarding in-house counsel topics.
ExperienceSecurities & Corporate Governance
•Served as corporate secretary and counsel to the Board of Directors of a public bank holding company and to the board's Executive Committee.
•Drafted the charters of and served as secretary and counsel to the independent audit, nominating and corporate governance committees of a public company.
•Drafted and assisted in the adoption of various policies, including governance guidelines, corporate ethics policy, ethics policy for senior financial officers, and the related party transaction policy.
•Drafted a charter and served as a member of internal management disclosure committee.
•Played a lead role in the initial and ongoing compliance with the Sarbanes Oxley Act.
•Advised on corporate governance scores and relations with shareholder rating services.
•Advised on Securities and Exchange Commission (SEC) regulations and Nasdaq listing requirements.
•Advised and assisted in the negotiation of corporate insurance policies, including directors' and officers' blanket bond and bankers' professional liability.
•Advised a company and its officers and directors on compliance with Section 16 reporting, Rule 144 sales and insider-trading compliance.
•Assisted in the preparation and filing of SEC periodic and current reporting requirements.
Mergers & Acquisitions
•Responsible for the legal due diligence in more than 20 bank or bank holding company acquisitions.
•Assisted in the negotiation and preparation of merger documents for the acquisition of banks or bank holding companies.
•Primary responsibility for the filing of applications with the Board of Governors of the Federal Reserve, the Office of the Comptroller of the Currency and/or the Federal Deposit Insurance Corp. (FDIC).
•Represented a public bank holding company with FDIC-assisted acquisitions of failed banks.
4.26.12 Legal Updates for Financial Institutions
Financial Services Seminar Kansas City, MO
3.16.11 Financial Reform Legislation Updates for Financial Institutions
Seminar St. Louis, MO
12.07.10 Financial Reform Legislation Updates for Financial Institutions
Seminar Omaha, NE
12.01.10 Financial Reform Legislation Updates for Financial Institutions
Seminar Kanas City, MO
9.13.10 SAFE Act Compliance for Financial Institutions
2.16.10 Overdraft Protection Rules
2.10.10 Financial Institutions: A Year of Change and Challenges
Seminar St. Louis, MO
1.19.10 Financial Institutions: A Year of Change and Challenges
Seminar Omaha, NE
1.14.10 Financial Institutions: A Year of Change and Challenges
Seminar Kansas City, MO
In The News
8.18.09 Commerce Bancshares General Counsel Joins Husch Blackwell Sanders